ý | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
VIRGINIA | 56-0751714 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
500 Old Dominion Way Thomasville, North Carolina | 27360 | |
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | ý | Accelerated filer | ¨ |
Non-accelerated filer | ¨ | Smaller reporting company | ¨ |
Emerging growth company | ¨ |
Part I – FINANCIAL INFORMATION | ||
Part II – OTHER INFORMATION | ||
September 30, | |||||||
2018 | December 31, | ||||||
(In thousands, except share and per share data) | (Unaudited) | 2017 | |||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 177,468 | $ | 127,462 | |||
Customer receivables, less allowances of $9,916 and $9,465, respectively | 466,455 | 394,169 | |||||
Other receivables | 15,752 | 21,612 | |||||
Prepaid expenses and other current assets | 36,640 | 41,410 | |||||
Total current assets | 696,315 | 584,653 | |||||
Property and equipment: | |||||||
Revenue equipment | 1,835,160 | 1,591,036 | |||||
Land and structures | 1,708,825 | 1,548,079 | |||||
Other fixed assets | 450,992 | 432,146 | |||||
Leasehold improvements | 8,749 | 8,668 | |||||
Total property and equipment | 4,003,726 | 3,579,929 | |||||
Accumulated depreciation | (1,300,451 | ) | (1,175,470 | ) | |||
Net property and equipment | 2,703,275 | 2,404,459 | |||||
Goodwill | 19,463 | 19,463 | |||||
Other assets | 70,259 | 59,849 | |||||
Total assets | $ | 3,489,312 | $ | 3,068,424 |
September 30, | |||||||
2018 | December 31, | ||||||
(In thousands, except share and per share data) | (Unaudited) | 2017 | |||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 88,150 | $ | 73,729 | |||
Compensation and benefits | 193,525 | 152,566 | |||||
Claims and insurance accruals | 53,783 | 49,949 | |||||
Other accrued liabilities | 26,999 | 24,805 | |||||
Current maturities of long-term debt | — | 50,000 | |||||
Total current liabilities | 362,457 | 351,049 | |||||
Long-term liabilities: | |||||||
Long-term debt | 45,000 | 45,000 | |||||
Other non-current liabilities | 237,392 | 205,561 | |||||
Deferred income taxes | 227,531 | 189,960 | |||||
Total long-term liabilities | 509,923 | 440,521 | |||||
Total liabilities | 872,380 | 791,570 | |||||
Commitments and contingent liabilities | |||||||
Shareholders’ equity: | |||||||
Common stock - $0.10 par value, 140,000,000 shares authorized, 81,885,354 and 82,375,945 shares outstanding at September 30, 2018 and December 31, 2017, respectively | 8,189 | 8,238 | |||||
Capital in excess of par value | 140,841 | 138,359 | |||||
Retained earnings | 2,467,902 | 2,130,257 | |||||
Total shareholders’ equity | 2,616,932 | 2,276,854 | |||||
Total liabilities and shareholders’ equity | $ | 3,489,312 | $ | 3,068,424 |
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
(In thousands, except share and per share data) | 2018 | 2017 | 2018 | 2017 | |||||||||||||
Revenue from operations | $ | 1,058,233 | $ | 872,987 | $ | 3,016,751 | $ | 2,466,995 | |||||||||
Operating expenses: | |||||||||||||||||
Salaries, wages and benefits | 536,513 | 461,799 | 1,560,073 | 1,320,207 | |||||||||||||
Operating supplies and expenses | 126,024 | 95,543 | 365,004 | 275,110 | |||||||||||||
General supplies and expenses | 31,209 | 28,785 | 91,076 | 79,940 | |||||||||||||
Operating taxes and licenses | 27,952 | 24,547 | 82,905 | 73,530 | |||||||||||||
Insurance and claims | 12,069 | 10,700 | 34,510 | 28,804 | |||||||||||||
Communications and utilities | 8,215 | 6,490 | 22,700 | 20,945 | |||||||||||||
Depreciation and amortization | 58,086 | 51,934 | 167,802 | 152,670 | |||||||||||||
Purchased transportation | 25,373 | 22,739 | 73,157 | 61,596 | |||||||||||||
Building and office equipment rents | 1,533 | 2,018 | 5,055 | 6,114 | |||||||||||||
Miscellaneous expenses, net | 2,874 | 4,557 | 16,263 | 15,650 | |||||||||||||
Total operating expenses | 829,848 | 709,112 | 2,418,545 | 2,034,566 | |||||||||||||
Operating income | 228,385 | 163,875 | 598,206 | 432,429 | |||||||||||||
Non-operating expense (income): | |||||||||||||||||
Interest expense | 29 | 555 | 51 | 1,792 | |||||||||||||
Interest income | (778 | ) | (228 | ) | (1,902 | ) | (332 | ) | |||||||||
Other (income) expense, net | (70 | ) | (977 | ) | 1,895 | (999 | ) | ||||||||||
Total non-operating (income) expense | (819 | ) | (650 | ) | 44 | 461 | |||||||||||
Income before income taxes | 229,204 | 164,525 | 598,162 | 431,968 | |||||||||||||
Provision for income taxes | 55,762 | 62,211 | 151,953 | 165,444 | |||||||||||||
Net income | $ | 173,442 | $ | 102,314 | $ | 446,209 | $ | 266,524 | |||||||||
Earnings per share: | |||||||||||||||||
Basic | $ | 2.12 | $ | 1.24 | $ | 5.44 | $ | 3.24 | |||||||||
Diluted | $ | 2.12 | $ | 1.24 | $ | 5.43 | $ | 3.23 | |||||||||
Weighted average shares outstanding: | |||||||||||||||||
Basic | 81,885,262 | 82,286,295 | 82,067,519 | 82,317,244 | |||||||||||||
Diluted | 81,975,774 | 82,380,936 | 82,165,731 | 82,417,557 | |||||||||||||
Dividends declared per share | $ | 0.13 | $ | 0.10 | $ | 0.39 | $ | 0.30 |
Nine Months Ended | |||||||
September 30, | |||||||
(In thousands) | 2018 | 2017 | |||||
Cash flows from operating activities: | |||||||
Net income | $ | 446,209 | $ | 266,524 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation and amortization | 167,802 | 152,670 | |||||
Loss (gain) on sale of property and equipment | (72 | ) | 705 | ||||
Share-based compensation | 3,559 | 2,416 | |||||
Provision for deferred income taxes | 37,571 | 1,815 | |||||
Other operating activities, net | 20,349 | (36,117 | ) | ||||
Net cash provided by operating activities | 675,418 | 388,013 | |||||
Cash flows from investing activities: | |||||||
Purchase of property and equipment | (469,866 | ) | (288,840 | ) | |||
Proceeds from sale of property and equipment | 3,329 | 9,637 | |||||
Other investing, net | 799 | 2,139 | |||||
Net cash used in investing activities | (465,738 | ) | (277,064 | ) | |||
Cash flows from financing activities: | |||||||
Principal payments under long-term debt agreements | (50,000 | ) | — | ||||
Net payments on revolving line of credit | — | (9,975 | ) | ||||
Payments for share repurchases | (76,589 | ) | (8,013 | ) | |||
Dividends paid | (32,011 | ) | (24,697 | ) | |||
Other financing activities, net | (1,074 | ) | (344 | ) | |||
Net cash used in financing activities | (159,674 | ) | (43,029 | ) | |||
Increase in cash and cash equivalents | 50,006 | 67,920 | |||||
Cash and cash equivalents at beginning of period | 127,462 | 10,171 | |||||
Cash and cash equivalents at end of period | $ | 177,468 | $ | 78,091 |
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
(In thousands) | 2018 | 2017 | 2018 | 2017 | ||||||||||||
LTL services | $ | 1,041,854 | $ | 859,832 | $ | 2,971,399 | $ | 2,426,419 | ||||||||
Other services | 16,379 | 13,155 | 45,352 | 40,576 | ||||||||||||
Total revenue from operations | $ | 1,058,233 | $ | 872,987 | $ | 3,016,751 | $ | 2,466,995 |
Three Months Ended | Nine Months Ended | |||||||||||
September 30, | September 30, | |||||||||||
2018 | 2017 | 2018 | 2017 | |||||||||
Weighted average shares outstanding - basic | 81,885,262 | 82,286,295 | 82,067,519 | 82,317,244 | ||||||||
Dilutive effect of share-based awards | 90,512 | 94,641 | 98,212 | 100,313 | ||||||||
Weighted average shares outstanding - diluted | 81,975,774 | 82,380,936 | 82,165,731 | 82,417,557 |
(In thousands) | September 30, 2018 | December 31, 2017 | |||||
Senior notes | $ | 45,000 | $ | 95,000 | |||
Revolving credit facility | — | — | |||||
Total long-term debt | 45,000 | 95,000 | |||||
Less: Current maturities | — | (50,000 | ) | ||||
Total maturities due after one year | $ | 45,000 | $ | 45,000 |
• | LTL Revenue Per Hundredweight - This measurement reflects the application of our pricing policies to the services we provide, which are influenced by competitive market conditions and our growth objectives. Generally, freight is rated by a class system, which is established by the National Motor Freight Traffic Association, Inc. Light, bulky freight typically has a higher class and is priced at higher revenue per hundredweight than dense, heavy freight. Fuel surcharges, accessorial charges, revenue adjustments and revenue for undelivered freight are included in this measurement. Revenue for undelivered freight is deferred for financial statement purposes in accordance with our revenue recognition policy; however, we believe including it in our revenue per hundredweight metrics results in a better indicator of changes in this metric by matching total billed revenue with the corresponding weight of those shipments. |
• | LTL Weight Per Shipment - Fluctuations in weight per shipment can indicate changes in the mix of freight we receive from our customers, as well as changes in the number of units included in a shipment. Generally, increases in weight per shipment indicate higher demand for our customers' products and overall increased economic activity. Changes in weight per shipment can also be influenced by shifts between LTL and other modes of transportation, such as truckload and intermodal, in response to capacity, service and pricing issues. Fluctuations in weight per shipment generally have an inverse effect on our revenue per hundredweight, as a decrease in weight per shipment will typically cause an increase in revenue per hundredweight. |
• | Average Length of Haul - We consider lengths of haul less than 500 miles to be regional traffic, lengths of haul between 500 miles and 1,000 miles to be inter-regional traffic, and lengths of haul in excess of 1,000 miles to be national traffic. This metric is used to analyze our tonnage and pricing trends for shipments with similar characteristics, and also allows for comparison with other transportation providers serving specific markets. By analyzing this metric, we can determine the success and growth potential of our service products in these markets. Changes in length of haul generally have a direct effect on our revenue per hundredweight, as an increase in length of haul will typically cause an increase in revenue per hundredweight. |
Three Months Ended | Nine Months Ended | ||||||||||
September 30, | September 30, | ||||||||||
2018 | 2017 | 2018 | 2017 | ||||||||
Revenue from operations | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | |||
Operating expenses: | |||||||||||
Salaries, wages and benefits | 50.7 | 52.9 | 51.7 | 53.5 | |||||||
Operating supplies and expenses | 11.9 | 11.0 | 12.1 | 11.2 | |||||||
General supplies and expenses | 3.0 | 3.3 | 3.0 | 3.2 | |||||||
Operating taxes and licenses | 2.6 | 2.8 | 2.8 | 3.0 | |||||||
Insurance and claims | 1.1 | 1.2 | 1.1 | 1.2 | |||||||
Communications and utilities | 0.8 | 0.7 | 0.8 | 0.9 | |||||||
Depreciation and amortization | 5.5 | 6.0 | 5.6 | 6.2 | |||||||
Purchased transportation | 2.4 | 2.6 | 2.4 | 2.5 | |||||||
Building and office equipment rents | 0.1 | 0.2 | 0.2 | 0.2 | |||||||
Miscellaneous expenses, net | 0.3 | 0.5 | 0.5 | 0.6 | |||||||
Total operating expenses | 78.4 | 81.2 | 80.2 | 82.5 | |||||||
Operating income | 21.6 | 18.8 | 19.8 | 17.5 | |||||||
Interest (income) expense, net | (0.1 | ) | 0.0 | (0.1 | ) | 0.1 | |||||
Other (income) expense, net | (0.0 | ) | (0.1 | ) | 0.1 | (0.1 | ) | ||||
Income before income taxes | 21.7 | 18.9 | 19.8 | 17.5 | |||||||
Provision for income taxes | 5.3 | 7.2 | 5.0 | 6.7 | |||||||
Net income | 16.4 | % | 11.7 | % | 14.8 | % | 10.8 | % |
Three Months Ended | Nine Months Ended | ||||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||
2018 | 2017 | % Change | 2018 | 2017 | % Change | ||||||||||||||||
Work days | 63 | 63 | — | % | 191 | 191 | — | % | |||||||||||||
Revenue (in thousands) | $ | 1,058,233 | $ | 872,987 | 21.2 | % | $ | 3,016,751 | $ | 2,466,995 | 22.3 | % | |||||||||
Operating ratio | 78.4 | % | 81.2 | % | 80.2 | % | 82.5 | % | |||||||||||||
Net income (in thousands) | $ | 173,442 | $ | 102,314 | 69.5 | % | $ | 446,209 | $ | 266,524 | 67.4 | % | |||||||||
Diluted earnings per share | $ | 2.12 | $ | 1.24 | 71.0 | % | $ | 5.43 | $ | 3.23 | 68.1 | % | |||||||||
LTL tons (in thousands) | 2,367 | 2,190 | 8.1 | % | 7,104 | 6,308 | 12.6 | % | |||||||||||||
LTL shipments (in thousands) | 3,042 | 2,774 | 9.7 | % | 8,879 | 8,039 | 10.4 | % | |||||||||||||
LTL weight per shipment (lbs.) | 1,557 | 1,579 | (1.4 | )% | 1,600 | 1,569 | 2.0 | % | |||||||||||||
LTL revenue per hundredweight | $ | 21.90 | $ | 19.47 | 12.5 | % | $ | 20.94 | $ | 19.28 | 8.6 | % | |||||||||
LTL revenue per shipment | $ | 340.91 | $ | 307.45 | 10.9 | % | $ | 335.05 | $ | 302.52 | 10.8 | % | |||||||||
Average length of haul (miles) | 920 | 919 | 0.1 | % | 917 | 918 | (0.1 | )% |
Nine Months Ended | |||||||
September 30, | |||||||
(In thousands) | 2018 | 2017 | |||||
Cash and cash equivalents at beginning of period | $ | 127,462 | $ | 10,171 | |||
Cash flows provided by (used in): | |||||||
Operating activities | 675,418 | 388,013 | |||||
Investing activities | (465,738 | ) | (277,064 | ) | |||
Financing activities | (159,674 | ) | (43,029 | ) | |||
Increase in cash and cash equivalents | 50,006 | 67,920 | |||||
Cash and cash equivalents at end of period | $ | 177,468 | $ | 78,091 |
September 30, | December 31, | ||||||||||||||
(In thousands) | 2018 | 2017 | 2016 | 2015 | |||||||||||
Land and structures | $ | 162,216 | $ | 179,150 | $ | 161,646 | $ | 153,460 | |||||||
Tractors | 178,903 | 123,152 | 114,166 | 128,911 | |||||||||||
Trailers | 85,757 | 37,424 | 94,040 | 114,209 | |||||||||||
Technology | 13,815 | 19,329 | 18,428 | 32,044 | |||||||||||
Other equipment and assets | 29,175 | 23,070 | 29,661 | 36,987 | |||||||||||
Proceeds from sales | (3,329 | ) | (12,240 | ) | (10,541 | ) | (24,442 | ) | |||||||
Total | $ | 466,537 | $ | 369,885 | $ | 407,400 | $ | 441,169 |
(In thousands) | September 30, | December 31, | |||||
2018 | 2017 | ||||||
Facility limit | $ | 300,000 | $ | 300,000 | |||
Line of credit borrowings | — | — | |||||
Outstanding letters of credit | (61,505 | ) | (71,368 | ) | |||
Available borrowing capacity | $ | 238,495 | $ | 228,632 |
• | the competitive environment with respect to industry capacity and pricing, including the use of fuel surcharges, which could negatively impact our total overall pricing strategy and our ability to cover our operating expenses; |
• | our ability to collect fuel surcharges and the effectiveness of those fuel surcharges in mitigating the impact of fluctuating prices for diesel fuel and other petroleum-based products; |
• | the negative impact of any unionization, or the passage of legislation or regulations that could facilitate unionization, of our employees; |
• | the challenges associated with executing our growth strategy, including our ability to successfully consummate and integrate any acquisitions; |
• | changes in our goals and strategies, which are subject to change at any time at our discretion; |
• | various economic factors such as recessions, downturns in the economy, global uncertainty and instability, changes in U.S. social, political, and regulatory conditions or a disruption of financial markets, which may decrease demand for our services; |
• | the impact of changes in tax laws, rates, guidance and interpretations, including those related to certain provisions of the Tax Cuts and Jobs Act; |
• | increases in driver and maintenance technician compensation or difficulties attracting and retaining qualified drivers and maintenance technicians to meet freight demand; |
• | our exposure to claims related to cargo loss and damage, property damage, personal injury, workers' compensation, group health and group dental, including increased premiums, adverse loss development, increased self-insured retention levels and claims in excess of insured coverage levels; |
• | cost increases associated with employee benefits, including costs associated with employee healthcare plans; |
• | the availability and cost of capital for our significant ongoing cash requirements; |
• | the availability and cost of new equipment and replacement parts, including regulatory changes and supply constraints that could impact the cost of these assets; |
• | decreases in demand for, and the value of, used equipment; |
• | the availability and cost of diesel fuel; |
• | the costs and potential liabilities related to compliance with, or violations of, existing or future governmental laws and regulations, including environmental laws, engine emissions standards, hours-of-service for our drivers, driver fitness requirements and new safety standards for drivers and equipment; |
• | the costs and potential liabilities related to various legal proceedings and claims that have arisen in the ordinary course of our business, some of which include class-action allegations; |
• | the costs and potential liabilities related to governmental proceedings, inquiries, notices or investigations; |
• | the costs and potential liabilities related to our international business relationships; |
• | the costs and potential adverse impact of compliance with, or violations of, current and future rules issued by the Department of Transportation, the Federal Motor Carrier Safety Administration (the "FMCSA") and other regulatory agencies, |
• | the costs and potential adverse impact of compliance associated with addressing interoperability between legacy electronic automatic on-board recording devices and electronic logging devices (“ELDs”) that comply with FMCSA’s ELD regulations and guidance; |
• | seasonal trends in the less-than-truckload industry, including harsh weather conditions and disasters; |
• | our dependence on key employees; |
• | the concentration of our stock ownership with the Congdon family; |
• | the costs and potential adverse impact associated with future changes in accounting standards or practices; |
• | potential costs associated with cyber incidents and other risks, including system failure, security breach, disruption by malware or other damage; |
• | failure to keep pace with developments in technology, any disruption to our technology infrastructure, or failures of essential services upon which our technology platforms rely, which could cause us to incur costs or result in a loss of business; |
• | the costs and potential adverse impact associated with transitional challenges in upgrading or enhancing our technology systems; |
• | damage to our reputation through unfavorable publicity; |
• | the costs and potential adverse impact of compliance with anti-terrorism measures on our business; |
• | dilution to existing shareholders caused by any issuance of additional equity; |
• | the impact of a quarterly cash dividend or the failure to declare future cash dividends; |
• | fluctuations in the market value of our common stock; |
• | the impact of certain provisions in our articles of incorporation, bylaws, and Virginia law that could discourage, delay or prevent a change in control of us or a change in our management; and |
• | other risks and uncertainties described in our most recent Annual Report on Form 10-K and other filings with the SEC. |
a) | Evaluation of disclosure controls and procedures |
b) | Changes in internal control over financial reporting |
ISSUER PURCHASES OF EQUITY SECURITIES | |||||||||||||
Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Programs | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Programs | ||||||||||
July 1-31, 2018 | 69,226 | $ | 147.32 | 69,226 | $ | 237,402,304 | |||||||
August 1-31, 2018 | 77,597 | $ | 146.89 | 77,597 | $ | 226,003,989 | |||||||
September 1-30, 2018 | 47,178 | $ | 161.06 | 47,178 | $ | 218,405,269 | |||||||
Total | 194,001 | $ | 150.49 | 194,001 |
Exhibit No. | Description |
4.1 | |
31.1 | |
31.2 | |
32.1 | |
32.2 | |
101 | The following financial information from our Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, filed on November 5, 2018, formatted in XBRL (eXtensible Business Reporting Language) includes: (i) the Condensed Balance Sheets at September 30, 2018 and December 31, 2017, (ii) the Condensed Statements of Operations for the three and nine months ended September 30, 2018 and 2017, (iii) the Condensed Statements of Cash Flows for the nine months ended September 30, 2018 and 2017, and (iv) the Notes to the Condensed Financial Statements |
OLD DOMINION FREIGHT LINE, INC. | ||||
DATE: | November 5, 2018 | /s/ ADAM N. SATTERFIELD | ||
Adam N. Satterfield | ||||
Senior Vice President - Finance and Chief Financial Officer (Principal Financial Officer) | ||||
DATE: | November 5, 2018 | /s/ KIMBERLY S. MAREADY | ||
Kimberly S. Maready | ||||
Vice President - Accounting and Finance (Principal Accounting Officer) |
1. | I have reviewed this quarterly report on Form 10-Q of Old Dominion Freight Line, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | November 5, 2018 | |
/s/ GREG C. GANTT | ||
President and Chief Executive Officer | ||
1. | I have reviewed this quarterly report on Form 10-Q of Old Dominion Freight Line, Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | November 5, 2018 | |
/s/ ADAM N. SATTERFIELD | ||
Senior Vice President - Finance and | ||
Chief Financial Officer |
(1) | I am the President and Chief Executive Officer of Old Dominion Freight Line, Inc. (the “Issuer”). |
(2) | Accompanying this certification is the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 (the “Quarterly Report”), a periodic report filed by the Issuer with the Securities and Exchange Commission pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which contains financial statements. |
(3) | I hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge: |
◦ | The Quarterly Report containing the financial statements fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act, and |
◦ | The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer for the periods presented. |
/s/ GREG C. GANTT | ||
Name: | Greg C. Gantt | |
Date: | November 5, 2018 |
(1) | I am the Senior Vice President - Finance and Chief Financial Officer of Old Dominion Freight Line, Inc. (the “Issuer”). |
(2) | Accompanying this certification is the Issuer’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 (the “Quarterly Report”), a periodic report filed by the Issuer with the Securities and Exchange Commission pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which contains financial statements. |
(3) | I hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge: |
◦ | The Quarterly Report containing the financial statements fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act, and |
◦ | The information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer for the periods presented. |
/s/ ADAM N. SATTERFIELD | ||
Name: | Adam N. Satterfield | |
Date: | November 5, 2018 |
Document And Entity Information - shares |
9 Months Ended | |
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Sep. 30, 2018 |
Nov. 02, 2018 |
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Document And Entity Information [Abstract] | ||
Entity Registrant Name | OLD DOMINION FREIGHT LINE INC/VA | |
Entity Central Index Key | 0000878927 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2018 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ODFL | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 81,750,145 |
Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands |
Sep. 30, 2018 |
Dec. 31, 2017 |
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Statement of Financial Position [Abstract] | ||
Customer receivables, allowances | $ 9,916 | $ 9,465 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 140,000,000 | 140,000,000 |
Common stock, shares outstanding | 81,885,354 | 82,375,945 |
Condensed Statements Of Operations - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
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Sep. 30, 2018 |
Sep. 30, 2017 |
Sep. 30, 2018 |
Sep. 30, 2017 |
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Income Statement [Abstract] | ||||
Revenue from operations | $ 1,058,233 | $ 872,987 | $ 3,016,751 | $ 2,466,995 |
Operating expenses: | ||||
Salaries, wages and benefits | 536,513 | 461,799 | 1,560,073 | 1,320,207 |
Operating supplies and expenses | 126,024 | 95,543 | 365,004 | 275,110 |
General supplies and expenses | 31,209 | 28,785 | 91,076 | 79,940 |
Operating taxes and licenses | 27,952 | 24,547 | 82,905 | 73,530 |
Insurance and claims | 12,069 | 10,700 | 34,510 | 28,804 |
Communications and utilities | 8,215 | 6,490 | 22,700 | 20,945 |
Depreciation and amortization | 58,086 | 51,934 | 167,802 | 152,670 |
Purchased transportation | 25,373 | 22,739 | 73,157 | 61,596 |
Building and office equipment rents | 1,533 | 2,018 | 5,055 | 6,114 |
Miscellaneous expenses, net | 2,874 | 4,557 | 16,263 | 15,650 |
Total operating expenses | 829,848 | 709,112 | 2,418,545 | 2,034,566 |
Operating income | 228,385 | 163,875 | 598,206 | 432,429 |
Non-operating expense (income): | ||||
Interest expense | 29 | 555 | 51 | 1,792 |
Interest income | (778) | (228) | (1,902) | (332) |
Other (income) expense, net | (70) | (977) | 1,895 | (999) |
Total non-operating (income) expense | (819) | (650) | 44 | 461 |
Income before income taxes | 229,204 | 164,525 | 598,162 | 431,968 |
Provision for income taxes | 55,762 | 62,211 | 151,953 | 165,444 |
Net income | $ 173,442 | $ 102,314 | $ 446,209 | $ 266,524 |
Earnings per share: | ||||
Basic | $ 2.12 | $ 1.24 | $ 5.44 | $ 3.24 |
Diluted | 2.12 | 1.24 | 5.43 | 3.23 |
Dividends declared per share | $ 0.13 | $ 0.10 | $ 0.39 | $ 0.30 |
Weighted average shares outstanding: | ||||
Basic | 81,885,262 | 82,286,295 | 82,067,519 | 82,317,244 |
Diluted | 81,975,774 | 82,380,936 | 82,165,731 | 82,417,557 |
Significant Accounting Policies |
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Significant Accounting Policies | Note 1. Significant Accounting Policies Business We are a leading, less-than-truckload (“LTL”), union-free motor carrier providing regional, inter-regional and national LTL services through a single integrated organization. Our service offerings, which include expedited transportation, are provided through an expansive network of service centers located throughout the continental United States. Through strategic alliances, we also provide LTL services throughout North America. In addition to our core LTL services, we offer a range of value-added services including container drayage, truckload brokerage and supply chain consulting. We have one operating segment and the composition of our revenue is summarized below:
Basis of Presentation The accompanying unaudited, interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and, in management’s opinion, contain all adjustments (consisting of normal recurring items) necessary for a fair presentation, in all material respects, of the financial position and results of operations for the periods presented. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The preparation of condensed financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Our operating results are subject to seasonal trends; therefore, the results of operations for the interim period ended September 30, 2018 are not necessarily indicative of the results that may be expected for the subsequent quarterly period or the year ending December 31, 2018. The condensed financial statements should be read in conjunction with the financial statements and related notes, which appear in our Annual Report on Form 10-K for the year ended December 31, 2017. There have been no significant changes in the accounting principles and policies, long-term contracts or estimates inherent in the preparation of the condensed financial statements of Old Dominion Freight Line, Inc. as previously described in our Annual Report on Form 10-K for the year ended December 31, 2017, other than those disclosed in this Form 10-Q. Certain amounts in prior years have been reclassified to conform prior years’ financial statements to the current presentation. Unless the context requires otherwise, references in these Notes to “Old Dominion,” the “Company,” “we,” “us” and “our” refer to Old Dominion Freight Line, Inc. Fair Values of Financial Instruments The carrying values of financial instruments in current assets and current liabilities approximate their fair value due to the short maturities of these instruments. The carrying value of our total long-term debt, including current maturities, was $45.0 million and $95.0 million at September 30, 2018 and December 31, 2017, respectively. The estimated fair value of our total long-term debt, including current maturities, was $45.8 million and $97.1 million at September 30, 2018 and December 31, 2017, respectively. The fair value measurement of our senior notes was determined using a discounted cash flow analysis that factors in current market yields for comparable borrowing arrangements under our credit profile. Since this methodology is based upon market yields for comparable arrangements, the measurement is categorized as Level 2 under the three-level fair value hierarchy as established by the Financial Accounting Standards Board (the “FASB”). Stock Repurchase Program Our stock repurchase program, which was previously announced on May 23, 2016 and pursuant to which we could repurchase up to an aggregate of $250.0 million of our outstanding common stock, expired in accordance with its terms during the second quarter of 2018. On May 17, 2018, we announced that our Board of Directors had approved a new two-year stock repurchase program authorizing us to repurchase up to an aggregate of $250.0 million of our outstanding common stock (the “2018 Repurchase Program”). Under the 2018 Repurchase Program, which became effective upon the expiration of our prior stock repurchase program, we may repurchase shares from time to time in open market purchases or through privately negotiated transactions. Shares of our common stock repurchased under our repurchase programs are canceled at the time of repurchase and are classified as authorized but unissued shares of our common stock. During the three and nine months ended September 30, 2018, we repurchased 194,001 shares of our common stock for $29.2 million and 521,342 shares of our common stock for $76.6 million under our repurchase programs, respectively. As of September 30, 2018, we had $218.4 million remaining authorized under the 2018 Repurchase Program. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, "Revenue from Contracts with Customers" (Topic 606). This ASU supersedes the previous revenue recognition requirements in Accounting Standards Codification Topic 605 - Revenue Recognition. The guidance provides a five-step analysis to determine when and how revenue is recognized and further enhances disclosure requirements. Transition methods under ASU 2014-09 must be through (i) retrospective application to each prior reporting period presented, or (ii) modified retrospective application with a cumulative effect adjustment at the date of initial application. Our revenue is generated from providing transportation and related services to customers in accordance with the bill of lading ("BOL") contract, our general tariff provisions and contractual agreements. Generally, our performance obligations begin when we receive a BOL from a customer and are satisfied when we complete the delivery of a shipment and related services. We recognize revenue for our performance obligations under our customer contracts over time, as our customers receive the benefits of our services in accordance with ASU 2014-09. With respect to services not completed at the end of a reporting period, we use a percentage of completion method to allocate the appropriate revenue to each separate reporting period. Under this method, we develop a factor for each uncompleted shipment by dividing the actual number of days in transit at the end of a reporting period by that shipment’s standard delivery time schedule. This factor is applied to the total revenue for that shipment and revenue is allocated between reporting periods accordingly. Payment terms vary by customer and are short-term in nature. We adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective application. The adoption of this standard did not have a material impact on how we recognize revenue or to our financial position, results of operations or cash flows for the three or nine months ended September 30, 2018. In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842). This ASU requires a lessee to recognize a right-of-use asset and a lease liability under most operating leases on its balance sheet. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. In July 2018, the FASB issued ASU 2018-11, “Leases (Topic 842): Targeted Improvements,” which provides companies with an additional optional transition method to apply the new standard to leases in effect at the adoption date through a cumulative effect adjustment. We plan to adopt the new lease standard using this optional transition method. Although we are continuing to evaluate the impact of adoption, we expect ASU 2016-02 to have a material impact on our Condensed Balance Sheet due to the requirement to recognize right-of-use assets and lease liabilities. |
Earnings Per Share |
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Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share, Policy | Note 2. Earnings Per Share Basic earnings per share is computed by dividing net income by the daily weighted average number of shares of our common stock outstanding for the period, excluding unvested restricted stock. Unvested restricted stock is included in common shares outstanding on our Condensed Balance Sheets. Diluted earnings per share is computed using the treasury stock method and includes the impact of shares of unvested restricted stock. The following table provides a reconciliation of the number of common shares used in computing basic and diluted earnings per share:
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Long-Term Debt |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Long-Term Debt | Note 3. Long-Term Debt Long-term debt consisted of the following:
We had one unsecured senior note agreement with an amount outstanding of $45.0 million and $95.0 million at September 30, 2018 and December 31, 2017, respectively. Our unsecured senior note agreement calls for a scheduled principal payment of $50.0 million, which was paid on January 3, 2018, and a scheduled principal payment of $45.0 million, which is due on January 3, 2021. Interest rates on the January 3, 2018 and January 3, 2021 scheduled principal payments were 4.00% and 4.79%, respectively. The effective average interest rate on our outstanding senior note agreement was 4.79% and 4.37% at September 30, 2018 and December 31, 2017, respectively. On December 15, 2015, we entered into an amended and restated credit agreement with Wells Fargo Bank, National Association ("Wells Fargo") serving as administrative agent for the lenders (the "Credit Agreement"). The Credit Agreement originally provided for a five-year, $250.0 million senior unsecured revolving line of credit and a $100.0 million accordion feature, which if fully exercised and approved, would expand the total borrowing capacity up to an aggregate of $350.0 million. On September 9, 2016, we exercised a portion of the accordion feature and entered into an amendment to the Credit Agreement to increase the aggregate commitments from existing lenders by $50.0 million to an aggregate of $300.0 million. Of the $300.0 million line of credit commitments under the Credit Agreement, as amended, up to $100.0 million may be used for letters of credit and $30.0 million may be used for borrowings under the Wells Fargo Sweep Plus Loan Program (the "Sweep Program"). We utilize the Sweep Program to manage our daily cash needs, as it automatically initiates borrowings to cover overnight cash requirements primarily for working capital needs. At our option, borrowings under the Credit Agreement bear interest at either: (i) LIBOR plus an applicable margin (based on our ratio of net debt-to-total capitalization) that ranges from 1.0% to 1.50%; or (ii) a Base Rate plus an applicable margin (based on our ratio of net debt-to-total capitalization) that ranges from 0.0% to 0.5%. Loans under the Sweep Program bear interest at the LIBOR plus applicable margin rate. Letter of credit fees equal to the applicable margin for LIBOR loans are charged quarterly in arrears on the daily average aggregate stated amount of all letters of credit outstanding during the quarter. Commitment fees ranging from 0.125% to 0.2% (based upon the ratio of net debt-to-total capitalization) are charged quarterly in arrears on the aggregate unutilized portion of the Credit Agreement. Wells Fargo, as administrative agent, also receives an annual fee for providing administrative services. For periods covered under the Credit Agreement, the applicable margin on LIBOR loans and letter of credit fees were 1.0% and commitment fees were 0.125%. There were $61.5 million and $71.4 million of outstanding letters of credit at September 30, 2018 and December 31, 2017, respectively. |
Commitments And Contingencies |
9 Months Ended |
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Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Note 4. Commitments and Contingencies We are involved in or addressing various legal proceedings and claims, governmental inquiries, notices and investigations that have arisen in the ordinary course of our business and have not been fully adjudicated, some of which may be covered in whole or in part by insurance. Certain of these matters include class-action allegations. We do not believe that the resolution of any of these matters will have a material adverse effect upon our financial position, results of operations or cash flows. |
Income Taxes (Notes) |
9 Months Ended |
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Sep. 30, 2018 | |
Income Tax Contingency [Line Items] | |
Income Tax Disclosure [Text Block] | Note 5. Income Taxes On December 22, 2017, the U.S. government enacted tax reform legislation as part of the Tax Cuts and Jobs Act (the "Act") that reduced the corporate income tax rate from 35% to 21% and included a broad range of complex provisions affecting the taxation of businesses. Generally, financial statement recognition of the new legislation would be required to be completed in the period of enactment; however, in response to the complexities of this new legislation, the Securities and Exchange Commission ("SEC") staff issued Staff Accounting Bulletin No. 118 to provide companies with transitional relief. Specifically, when the initial accounting for items under the new legislation is incomplete, the guidance allows (i) recognition of provisional amounts when reasonable estimates can be made, or (ii) continued application of the prior tax law if a reasonable estimate of the effect cannot be made. The SEC staff has provided up to one year from the date of enactment for companies to finalize the accounting for the effects of this new legislation. Although no material changes were made to provisional amounts during the three or nine months ended September 30, 2018, we will continue to refine our estimates related to the new legislation as clarifying guidance and interpretations are issued. The Company's effective tax rate for the third quarter and first nine months of 2018 was 24.3% and 25.4%, respectively, as compared to 37.8% and 38.3% for the same periods of 2017. The decrease in the tax rate was primarily due to the positive impact of the Act. The Company’s effective tax rate generally exceeds the federal statutory rate due to the impact of state taxes and, to a lesser extent, certain other non-deductible items. |
Significant Accounting Policies (Policy) |
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business | Business We are a leading, less-than-truckload (“LTL”), union-free motor carrier providing regional, inter-regional and national LTL services through a single integrated organization. Our service offerings, which include expedited transportation, are provided through an expansive network of service centers located throughout the continental United States. Through strategic alliances, we also provide LTL services throughout North America. In addition to our core LTL services, we offer a range of value-added services including container drayage, truckload brokerage and supply chain consulting. We have one operating segment and the composition of our revenue is summarized below:
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New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, "Revenue from Contracts with Customers" (Topic 606). This ASU supersedes the previous revenue recognition requirements in Accounting Standards Codification Topic 605 - Revenue Recognition. The guidance provides a five-step analysis to determine when and how revenue is recognized and further enhances disclosure requirements. Transition methods under ASU 2014-09 must be through (i) retrospective application to each prior reporting period presented, or (ii) modified retrospective application with a cumulative effect adjustment at the date of initial application. Our revenue is generated from providing transportation and related services to customers in accordance with the bill of lading ("BOL") contract, our general tariff provisions and contractual agreements. Generally, our performance obligations begin when we receive a BOL from a customer and are satisfied when we complete the delivery of a shipment and related services. We recognize revenue for our performance obligations under our customer contracts over time, as our customers receive the benefits of our services in accordance with ASU 2014-09. With respect to services not completed at the end of a reporting period, we use a percentage of completion method to allocate the appropriate revenue to each separate reporting period. Under this method, we develop a factor for each uncompleted shipment by dividing the actual number of days in transit at the end of a reporting period by that shipment’s standard delivery time schedule. This factor is applied to the total revenue for that shipment and revenue is allocated between reporting periods accordingly. Payment terms vary by customer and are short-term in nature. We adopted ASU 2014-09 as of January 1, 2018 using the modified retrospective application. The adoption of this standard did not have a material impact on how we recognize revenue or to our financial position, results of operations or cash flows for the three or nine months ended September 30, 2018. In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842). This ASU requires a lessee to recognize a right-of-use asset and a lease liability under most operating leases on its balance sheet. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. In July 2018, the FASB issued ASU 2018-11, “Leases (Topic 842): Targeted Improvements,” which provides companies with an additional optional transition method to apply the new standard to leases in effect at the adoption date through a cumulative effect adjustment. We plan to adopt the new lease standard using this optional transition method. Although we are continuing to evaluate the impact of adoption, we expect ASU 2016-02 to have a material impact on our Condensed Balance Sheet due to the requirement to recognize right-of-use assets and lease liabilities. |
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Stockholders' Equity, Policy [Policy Text Block] | Stock Repurchase Program Our stock repurchase program, which was previously announced on May 23, 2016 and pursuant to which we could repurchase up to an aggregate of $250.0 million of our outstanding common stock, expired in accordance with its terms during the second quarter of 2018. On May 17, 2018, we announced that our Board of Directors had approved a new two-year stock repurchase program authorizing us to repurchase up to an aggregate of $250.0 million of our outstanding common stock (the “2018 Repurchase Program”). Under the 2018 Repurchase Program, which became effective upon the expiration of our prior stock repurchase program, we may repurchase shares from time to time in open market purchases or through privately negotiated transactions. Shares of our common stock repurchased under our repurchase programs are canceled at the time of repurchase and are classified as authorized but unissued shares of our common stock. During the three and nine months ended September 30, 2018, we repurchased 194,001 shares of our common stock for $29.2 million and 521,342 shares of our common stock for $76.6 million under our repurchase programs, respectively. As of September 30, 2018, we had $218.4 million remaining authorized under the 2018 Repurchase Program. |
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Basis of Presentation | Basis of Presentation The accompanying unaudited, interim condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and, in management’s opinion, contain all adjustments (consisting of normal recurring items) necessary for a fair presentation, in all material respects, of the financial position and results of operations for the periods presented. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The preparation of condensed financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Our operating results are subject to seasonal trends; therefore, the results of operations for the interim period ended September 30, 2018 are not necessarily indicative of the results that may be expected for the subsequent quarterly period or the year ending December 31, 2018. The condensed financial statements should be read in conjunction with the financial statements and related notes, which appear in our Annual Report on Form 10-K for the year ended December 31, 2017. There have been no significant changes in the accounting principles and policies, long-term contracts or estimates inherent in the preparation of the condensed financial statements of Old Dominion Freight Line, Inc. as previously described in our Annual Report on Form 10-K for the year ended December 31, 2017, other than those disclosed in this Form 10-Q. Certain amounts in prior years have been reclassified to conform prior years’ financial statements to the current presentation. Unless the context requires otherwise, references in these Notes to “Old Dominion,” the “Company,” “we,” “us” and “our” refer to Old Dominion Freight Line, Inc. |
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Fair Value of Financial Instruments | Fair Values of Financial Instruments The carrying values of financial instruments in current assets and current liabilities approximate their fair value due to the short maturities of these instruments. The carrying value of our total long-term debt, including current maturities, was $45.0 million and $95.0 million at September 30, 2018 and December 31, 2017, respectively. The estimated fair value of our total long-term debt, including current maturities, was $45.8 million and $97.1 million at September 30, 2018 and December 31, 2017, respectively. The fair value measurement of our senior notes was determined using a discounted cash flow analysis that factors in current market yields for comparable borrowing arrangements under our credit profile. Since this methodology is based upon market yields for comparable arrangements, the measurement is categorized as Level 2 under the three-level fair value hierarchy as established by the Financial Accounting Standards Board (the “FASB”). |
Earnings Per Share (Tables) |
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Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted |
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Long-Term Debt (Tables) |
9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Sep. 30, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule Of Long-Term Debt | Long-term debt consisted of the following:
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Significant Accounting Policies Significant Accounting Policies (Disaggregated Revenue) (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2018 |
Sep. 30, 2017 |
Sep. 30, 2018 |
Sep. 30, 2017 |
|
Disaggregation of Revenue [Line Items] | ||||
Revenue from operations | $ 1,058,233 | $ 872,987 | $ 3,016,751 | $ 2,466,995 |
LTL Service Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from operations | 1,041,854 | 859,832 | 2,971,399 | 2,426,419 |
Other Service Revenue [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from operations | $ 16,379 | $ 13,155 | $ 45,352 | $ 40,576 |
Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands |
3 Months Ended | 9 Months Ended | |
---|---|---|---|
Sep. 30, 2018 |
Sep. 30, 2018 |
Dec. 31, 2017 |
|
Accounting Policies [Abstract] | |||
Stock Repurchased and Retired During Period, Shares | 194,001 | 521,342 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 218,400 | $ 218,400 | |
Stock Repurchased and Retired During Period, Value | 29,200 | 76,600 | |
Debt and Capital Lease Obligations | 45,000 | 45,000 | $ 95,000 |
Stock Repurchase Program, Authorized Amount | 250,000 | 250,000 | |
Long-term Debt, Fair Value | $ 45,800 | $ 45,800 | $ 97,100 |
Earnings Per Share (Details) - shares |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 30, 2018 |
Sep. 30, 2017 |
Sep. 30, 2018 |
Sep. 30, 2017 |
|
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | ||||
Weighted Average Number of Shares Outstanding, Basic | 81,885,262 | 82,286,295 | 82,067,519 | 82,317,244 |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 90,512 | 94,641 | 98,212 | 100,313 |
Weighted Average Number of Shares Outstanding, Diluted | 81,975,774 | 82,380,936 | 82,165,731 | 82,417,557 |
Long-Term Debt (Schedule Of Long-Term Debt) (Details) - USD ($) $ in Thousands |
Sep. 30, 2018 |
Dec. 31, 2017 |
---|---|---|
Debt Instrument [Line Items] | ||
Senior notes | $ 45,000 | $ 95,000 |
Revolving credit facility | 0 | 0 |
Total long-term debt | 45,000 | 95,000 |
Less: Current maturities | 0 | (50,000) |
Total maturities due after one year | 45,000 | 45,000 |
Long-term Debt, Fair Value | $ 45,800 | $ 97,100 |
Income Taxes (Details) |
3 Months Ended | 9 Months Ended | 12 Months Ended | ||
---|---|---|---|---|---|
Sep. 30, 2018 |
Sep. 30, 2017 |
Sep. 30, 2018 |
Sep. 30, 2017 |
Dec. 31, 2017 |
|
Income Tax Disclosure [Abstract] | |||||
Federal Statutory Income Tax Rate, Percent | 21.00% | ||||
Effective Income Tax Rate, Percent | 24.30% | 37.80% | 25.40% | 38.30% |
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